bp agrees to take full ownership of Lightsource bp
bp has agreed to acquire the 50.03% interest it does not already own in Lightsource bp, one of the world’s leading developers and operator of utility-scale solar and battery storage assets. The parties agree that now is the right time for bp to take full ownership, enabling Lightsource bp’s continuing growth and high performance.
Lightsource bp operates with a proven capital-light, develop, engineer, construct and farm down business model that creates value through selling majority interests in assets it has developed to strategic partners. With this capital-light model, it has built a track record of delivering renewables projects with equity returns in the mid-teens.
Full ownership will now enable bp to further scale up Lightsource bp and create additional value by applying bp’s complementary capabilities and strengths – including in finance and trading – fully to the business. bp will continue to target double digit equity returns from this business.
In addition, bp intends to use Lightsource bp’s world-class capabilities as a developer of cost-competitive utility-scale onshore renewable power to help meet its own demand for low carbon power. This integration is expected to underpin and de-risk delivery of bp’s targets for its transition growth engines – in hydrogen, EV charging and biofuels as well as in power trading.
“We will continue to scale this successful business, and also apply its capabilities and expertise to help meet bp’s growing demand for low carbon power from our transition growth engines.”
Anja-Isabel Dotzenrath, bp executive vice president for gas & low carbon energy
bp has structured and priced the acquisition terms to be highly competitive, reflecting market conditions and with a consideration structure that is biased to performance. In time, bp may also look to unlock further value through bringing a strategic partner into the business.
The acquisition will be fully accommodated within bp’s financial frame and meet bp’s expectations for investment returns from renewables and power, unlevered and before integration benefits. Subject to regulatory approvals, the transaction is currently anticipated to close in mid-2024.
Anja-Isabel Dotzenrath, bp executive vice president for gas & low carbon energy, said: “This is a natural evolution of the partnership we have built over the past six years – now we will be able to take Lightsource bp to the next level of profitable growth and performance. We will continue to scale this successful business, and also apply its capabilities and expertise to help meet bp’s growing demand for low carbon power from our transition growth engines. I look forward to welcoming the Lightsource bp team to bp and am confident that together we can further strengthen its position as a leading global renewables developer.”
Lightsource bp
Lightsource bp has delivered significant growth since bp first took a stake in the company in 2017. In that time, it has expanded from operating in three countries to 19, built a 61GW development pipeline, and grown to over 1,200 personnel.
Following completion bp intends to maintain Lightsource bp’s independent brand and organisation. In early 2024, Joaquin Oliveira, currently bp senior vice president, finance for gas & low carbon energy, will be seconded from bp to take up the role of Co-CEO of Lightsource bp. An executive with deep commercial and leadership experience, Joaquin has also been a non-executive director of Lightsource bp for more than two years.
Acquisition agreement
Under their agreement, bp will acquire the remaining stake in Lightsource bp from the company’s founders, management, and staff. The parties have agreed a base equity value of £254 million for the 50.03% interest. The selling shareholders will also have the opportunity to receive further payment over time, dependent on company performance and the market value of pre-agreed assets divested from the portfolio. For full year 2022, Lightsource bp reported underlying EBITDA of £287 million and at the effective transaction date, 31 December 2022, had corporate level debt adjusted for cash of £1.5 billion, excluding project finance.
Cash payable at completion will be subject to normal transaction adjustments, company trading performance, market values and acquired cash. On completion, bp will consolidate Lightsource bp’s net debt and the existing $900 million guarantee issued by bp in respect of Lightsource bp loans will be removed from bp’s reported adjusted debt.
bp expects to provide further detail on the transaction at completion.
Cautionary statement
In order to utilize the ‘safe harbor’ provisions of the United States Private Securities Litigation Reform Act of 1995 (the ‘PSLRA’) and the general doctrine of cautionary statements, bp is providing the following cautionary statement. This document contains certain forecasts, projections and forward-looking statements – that is, statements related to future, not past events and circumstances – with respect to the financial condition, results of operations and businesses of bp and certain of the plans and objectives of bp with respect to these items. These statements are generally, but not always, identified by the use of words such as ‘will’, ‘expects’, ‘is expected to’, ‘targets’, ‘aims’, ‘should’, ‘may’, ‘objective’, ‘is likely to’, ‘intends’, ‘believes’, ‘anticipates’, ‘plans’, ‘we see’ or similar expressions. In particular, the following, among other statements, are all forward-looking in nature: expectations in relation to the completion of the transaction described including the outcome and timing of regulatory approvals; expectations in relation to the final consideration including any future payments to selling shareholders over time; expectations that the acquisition will meet bp’s expectations for investment returns from renewables and power, unlevered and before integration benefits; plans and expectations in relation to the Lightsource bp business post completion; and plans and expectations in relation to bp’s targets and aims for its transition growth engines. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will or may occur in the future and are outside the control of bp. Actual results or outcomes, may differ materially from those expressed in such statements, depending on a variety of factors, including the risk factors discussed under “Risk factors” in bp’s Annual Report and Form 20-F 2022 as filed with the US Securities and Exchange Commission and in any of our more recent public reports.
Our most recent Annual Report and Form 20-F and other period filings are available on our website at www.bp.com, or can be obtained from the SEC by calling 1-800-SEC-0330 or on its website at www.sec.gov.